Form 4: UTI Executive Kevin Prehn Reports RSU Awards & Tax Withholdings
Insider Transaction Report
Universal Technical Institute executive Kevin Prehn reported the acquisition of performance-based and regular restricted stock units, alongside dispositions for tax obligations.
Summary
- Kevin Prehn, Concorde Division President of Universal Technical Institute Inc. (UTI), reported changes in his beneficial ownership of common stock.
- On December 8, 2025, Prehn acquired 6,480 shares of common stock from a performance-based restricted stock unit (RSU) award, earned due to the issuer's achievement of specific performance vesting criteria.
- On December 10, 2025, Prehn acquired an additional 7,435 shares of common stock from an RSU award, which will vest in three equal installments starting December 15, 2026.
- On December 11, 2025, Prehn disposed of a total of 4,433 shares (2,319 + 416 + 1,698) at a price of $24.55 per share to satisfy tax-withholding obligations related to the settlement and vesting of various RSU awards granted in 2022 and 2023.
- Following these transactions, Prehn's direct beneficial ownership of Universal Technical Institute Inc. common stock stands at 18,162 shares.
Sentiment
Score: 6
Explanation: The sentiment is slightly positive as an executive received significant equity awards, including performance-based units, indicating company performance and ongoing executive retention. The dispositions are routine tax-related events.
Positives
- Kevin Prehn earned 6,480 shares from a performance-based restricted stock unit award, indicating the issuer met certain performance vesting criteria.
- Prehn received an additional award of 7,435 restricted stock units, demonstrating ongoing executive compensation and retention.
Negatives
- A total of 4,433 shares were disposed of to cover tax-withholding obligations, reducing the net increase in beneficial ownership from the RSU awards.
Future Outlook
The 7,435 restricted stock units acquired on December 10, 2025, are scheduled to vest in three equal installments, with the first installment beginning on December 15, 2026.
Industry Context
This filing represents routine executive compensation activity within the education services sector, specifically for a provider of technical education. Such RSU awards and subsequent tax-related dispositions are common practices for retaining and incentivizing key management personnel in publicly traded companies.
Stakeholder Impact
- Shareholders: The issuance of RSUs results in minor dilution but aligns executive incentives with shareholder value creation. The meeting of performance criteria for some RSUs is a positive for shareholders.
- Employees: Reflects standard executive compensation practices, which can influence overall compensation philosophy within the company.
Next Steps
- The remaining installments of the 7,435 restricted stock units will vest after December 15, 2026.
Key Dates
| Date | Description |
|---|---|
| 2022-12-08 | Grant date of performance-based restricted stock units referenced in footnote 1 and other restricted stock units referenced in footnote 5. |
| 2023-12-08 | Grant date of restricted stock units referenced in footnote 6. |
| 2025-12-08 | Acquisition of 6,480 performance-based restricted stock units. |
| 2025-12-10 | Acquisition of 7,435 restricted stock units. |
| 2025-12-11 | Disposition of 4,433 shares for tax-withholding obligations at $24.55 per share. |
| 2025-12-12 | Date of filing signature. |
| 2026-12-15 | First vesting installment date for 7,435 restricted stock units acquired on December 10, 2025. |
Keywords
Universal Technical Institute, UTI, Kevin Prehn, Insider Trading, Form 4, Restricted Stock Units, RSU, Executive Compensation, Stock Award, Performance-Based Compensation, Tax Withholding
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